SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
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1. Name and Address of Reporting Person*
Liberman Paul
(Last) (First) (Middle)
C/O DRAFTKINGS INC.
222 BERKELEY STREET, 5TH FLOOR
(Street)
BOSTON MA 02116
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
DraftKings Inc. [ DKNG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
3. Date of Earliest Transaction (Month/Day/Year)
11/21/2023
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 11/22/2023 M 5,317 A (1) 179,605(2) D
Class A Common Stock 11/22/2023 F 2,571 D $38.68 177,034 D
Class A Common Stock 2,801,406(2) I Held by the Paul Liberman 2015 Revocable Trust
Class A Common Stock 274,617 I Held by the Paul Liberman 2020 Trust
Class A Common Stock 13,597 I Held by the Liberman Grantor Retained Annuity Trust of 2020
Class A Common Stock 200,000 I Held by the Rachel Nager Liberman 2015 Revocable Trust
Class A Common Stock 200,000 I Held by the Paul Liberman 2020 Irrevocable Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option $0.63 11/21/2023 G 53,870 (3) 03/24/2026 Class A Common Stock 53,870 $0.00 0(4) I Held by the Liberman Grantor Retained Annuity Trust of 2020
Stock Option $0.63 11/21/2023 G 53,870 (3) 03/24/2026 Class A Common Stock 53,870 $0.00 53,870 I Held by the Paul Liberman 2020 Irrevocable Trust
Stock Option $3.82 11/21/2023 G 261,160 (3) 05/03/2027 Class A Common Stock 261,160 $0.00 0 I Held by the Liberman Grantor Retained Annuity Trust of 2020
Stock Option $3.82 11/21/2023 G 261,160 (3) 05/03/2027 Class A Common Stock 261,160 $0.00 261,160 I Held by the Paul Liberman 2020 Irrevocable Trust
Stock Option $3.29 11/21/2023 G 184,968 (3) 04/18/2028 Class A Common Stock 184,968 $0.00 0 I Held by the Liberman Grantor Retained Annuity Trust of 2020
Stock Option $3.29 11/21/2023 G 184,968 (3) 04/18/2028 Class A Common Stock 184,968 $0.00 184,968 I Held by the Paul Liberman 2020 Irrevocable Trust
Stock Option $4.7 11/21/2023 G 56,359 (3) 06/04/2029 Class A Common Stock 56,359 $0.00 0 I Held by the Liberman Grantor Retained Annuity Trust of 2020
Stock Option $4.7 11/21/2023 G 56,359 (3) 06/04/2029 Class A Common Stock 56,359 $0.00 56,359 I Held by the Paul Liberman 2020 Irrevocable Trust
Restricted Stock Units (1) 11/22/2023 M 5,317 (5) (5) Class A Common Stock 5,317 $0.00 26,587 D
Stock Option $0.63 (3) 02/18/2025 Class A Common Stock 162,538 162,538(6) D
Stock Option $0.63 (3) 08/27/2025 Class A Common Stock 191,226 191,226(7) D
Stock Option $0.63 (3) 03/24/2026 Class A Common Stock 430,546 430,546(4) D
Explanation of Responses:
1. No shares of Class A Common Stock were transferred or sold upon the vesting of the restricted stock units ("RSUs") other than to the Issuer to satisfy withholding taxes. The Reporting Person received the net of the 5,317 shares of Class A Common Stock underlying the RSUs listed in Table II, and 2,571 shares of Class A Common Stock withheld by the Issuer. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.
2. Reflects transfer of 1,605,768 shares of Class A Common Stock that were previously reported as directly held by the Reporting Person to the Paul Liberman 2015 Revocable Trust, a revocable trust of which the Reporting Person is the lifetime beneficiary and sole trustee. There was no purchase or sale of shares of Class A Common Stock in connection with the transfer.
3. These options are vested and currently exercisable.
4. Reflects the transfer of 430,546 stock options previously reported as indirectly held by the Liberman Grantor Retained Annuity Trust of 2020 to the Reporting Person. There was no purchase or sale of shares of Class A Common Stock or stock options in connection with the transfer.
5. On February 22, 2021, the Reporting Person was granted 85,078 RSUs vesting quarterly over 4 years.
6. Reflects the transfer of 162,538 stock options previously reported as indirectly held by the Liberman Grantor Retained Annuity Trust of 2020 to the Reporting Person. There was no purchase or sale of shares of Class A Common Stock or stock options in connection with the transfer.
7. Reflects the transfer of 191,226 stock options previously reported as indirectly held by the Liberman Grantor Retained Annuity Trust of 2020 to the Reporting Person. There was no purchase or sale of shares of Class A Common Stock or stock options in connection with the transfer.
Remarks:
President, Global Technology and Product
/s/ Faisal Hasan, attorney-in-fact 11/24/2023
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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